PROGRAM TERM: Representatives can earn stars ( Stars ) based on achievements in Campaign 16, 2014 through Campaign 26, 2014 ( Program Period ).

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1 Avon Star Award Program TERMS & CONDITIONS ELIGIBILITY: The Avon Star Award Program ("Program") is open to authorized Avon Representatives ( Representatives ) age 18 or older who are legal residents of the Fifty (50) United States, the District of Columbia, Antigua, Aruba, The Commonwealth of the Bahamas, Barbados, Belize, the Bermuda Islands, the Island Territory of Bonaire, The Co-operative Republic of Guyana, Curaçao, The Commonwealth of Dominica, the Cayman Islands, the Federation of Saint Kitts and Nevis, Jamaica, the Republic of Haiti, the Republic of Suriname, the Republic of Trinidad and Tobago or the Turks and Caicos Islands (each, an Eligible Territory, collectively, Eligible Territories ) and who have attained the age of majority in the territory in which they reside Districts are not eligible for this Program. Employees (and their immediate families (spouse, and parent, child and sibling and their respective spouses, regardless of where they reside) and household members, whether or not related) of Sponsor, its respective parents, affiliates, subsidiaries, retailers, distributors, and advertising and promotion agencies are not eligible. The Incentive Program is governed by U.S. law and is subject to all applicable federal, provincial, state and local laws and regulations. Void outside the Eligible Territories, 1900 Districts and wherever restricted or prohibited by law. By participating, Representative agrees (i) to these Terms and Conditions and (ii) to the decisions of Avon Products, Inc. ( Avon ), which are final and binding in all respects. PROGRAM TERM: Representatives can earn stars ( Stars ) based on achievements in Campaign 16, 2014 through Campaign 26, 2014 ( Program Period ). HOW TO EARN STARS: During the Program Period, there will be three (3) standard ways for Representatives to earn Stars as part of this Program (each, a Qualified Activity, together Qualified Activities ), as well as the potential for additional ways to earn Stars ( Additional Activities ), as follows: 1. Total Eligible Sales for a Campaign Eligible Representatives Eligible Sales Stars Earned New Representatives who are within their first 6 Campaigns US$100 - US$ All Representatives US$400 - US$ All Representatives US$800 - US$2, All Representatives US$2,600 - US$9, All Representatives US$10,000 or more 400 Sales Restrictions/Exclusions: To count for this Program, orders must be received by noon (Branch time zone) of the Representative s individual RPS order submission date. Direct Delivery and Sales Center orders count for this Program but Representatives must place an order on youravon.com following the Campaign of achievement for the 50 and 250 Star Breakthrough Awards (as described below). Breast Cancer and Domestic Violence cause products do not count toward order size for this Program. Bonus Dollars, including 1

2 Double and Triple Dollars, are not included in sales for this Program. Licensed Avon Beauty Center Representatives participate based on the combined activity of Home and Store Accounts. 2. Recruiting Representatives will receive 50 Stars for each New Representative in their First Generation (e.g., Representatives who are recruited and personally appointed by a Leadership Representative), who in turn places a $100 first order. [Note: Reinstatements as defined in the Avon Independent Sales Representatives Policies do not count as New Representatives for this Program.] All New Representative and New Candidate recruitment procedures must be followed in order for Representative to receive credit for the recruitment as well as the applicable number of Stars. 3. Candidates Representatives will receive 100 Stars for each New Candidate in their First Generation. Note: Pending Candidates do not count as New Candidates for this Program until their New Representative places a qualifying first order. All New Representative and New Candidate recruitment procedures must be followed in order for Representative to receive credit for the recruitment as well as the applicable number of Stars. 4. Additional Activities In addition to the three (3) Qualified Activities outlined above, the Sponsor may also offer additional ways to earn Stars during the Program Period ( Additional Activities ). Additional Activities and qualifying Stars will be offered at the discretion of the Sponsor and are not guaranteed to occur. Additional Activities are subject to their individual time periods, Star award levels and requirements as well as these Program Terms and Conditions. Additional Activities, if they occur, will be announced in regularly-scheduled Representative communications. Stars cannot be transferred. Stars have no cash value. Stars will be awarded within 48 hours following the close of each individual Representative s RSP as defined in the Avon Independent Sales Representatives Policies. Representatives can view their Star balance in the Avon Star Award Program Portal page on youravon.com ( Program Portal ). Avon reserves the right to audit all performance data when determining Star awards and Program award eligibility and reserves the right to disqualify or remove any Representative it determines has violated principles of fairness or Program intent. Avon s decision with respect to number of Stars accumulated during any Campaign and/or through any Qualified Activity are final and binding. AWARD REDEMPTION: Awards will be divided into the following levels (each, a Star Breakthrough Level, together Star Breakthrough Levels ): 50 Star Breakthrough Level 250 Star Breakthrough Level 500 Star Breakthrough Level 1,000 Star Breakthrough Level 2,500 Star Breakthrough Level 5,000 Star Breakthrough Level 7,500 Star Breakthrough Level 2

3 Once a Representative has achieved the applicable number of Stars corresponding to a Star Breakthrough Level, the Representative will be eligible to select an award from that Star Breakthrough Level. Stars are cumulative through the entire Program. Stars will not deplete once a Representative has redeemed an award. Representatives can visit the Program Portal to redeem an award and to view full descriptions and details on all awards available through this Program. Representative s account must be active and past due no more than 2 Campaigns and under $500 in order to select or receive an award. STAR EXPIRATION: All awards must be selected by February 28, All Stars earned during the Program Period will expire on February 28, AWARDS: 50 Star Breakthrough Level Award: Avon Star Lapel Pin (approximate retail value ( ARV ): US$5). 250 Star Breakthrough Level Award: Avon Star Tote Bag (ARV: US$25). 500 Star Breakthrough Level Awards 7,500 Breakthrough Level Awards: Representatives will be able to select one of the following: (i) Electronics, (ii) Family, (iii) Home, (iv) Kitchen, (v) Jewelry/Accessories and (vi) Recreation. Items available in these categories will vary depending on the Star Breakthrough Level. All reward selections are FINAL. There are NO RETURNS OR EXCHANGES. 50 and 250 Star Breakthrough Level Awards will ship within Representative s next order placed following achievement. Award items will be provided on a first-come, first-serve basis. Once an award item has been depleted, no more of the item will be given. Additional terms and conditions may apply and will be set forth on the Program Portal. Award items will be provided as is with no warranty or guarantee, either express or implied by Avon. All award item details are at Avon s sole discretion. Representatives cannot transfer, substitute or redeem awards for cash. Avon reserves the right to substitute an award item of comparable or greater value, at its sole discretion. Representatives are responsible for all federal, provincial, state and local taxes as well as any other costs or expenses associated with an award item not specified herein or on the Program Portal as being provided. Awards are considered taxable income and are subject to local, state, provincial and federal taxes. If Representative is a U.S. resident, when the value of the award items for which Representative has redeemed reaches US$600 or more in a calendar year, a 1099 tax form will be generated and mailed to Representative for tax reporting purposes. Representative may already have received or will be receiving a 1099 tax form from Avon for other activity. Avon recommends that Representatives keep all account statements sent to Representative for award items for their record keeping purposes. All awards are stated in U.S. Dollars. Limit one (1) award per Star Breakthrough Level per Representative. Award items will be mailed to the mailing address provided at time of registration or, if applicable, the address provided at time of registration. Representatives are responsible for updating their registration information. Award items will be delivered within approximately four (4) weeks from the date redemption request is fully processed. Released Parties (as defined below) shall not be liable for any damages, losses or delays in connection with any shipments. DAMAGED AWARDS: Damaged or defective items must be reported within 24 hours of receipt and must be returned to the vendor within thirty (30) days. GENERAL CONDITIONS: Program is not valid with in combination any other programs offered by Avon. By participating in the Program, Representative agrees (i) to release, discharge, 3

4 indemnify and hold harmless Avon, its parent, subsidiaries, affiliates, retailers, and advertising and promotion agencies, and all of their respective officers, directors, shareholders, employees and agents (collectively, Released Parties ) from any liability or damages which may arise out of participation in the Program or out of the acceptance, use, misuse or possession of any Award or products attained through this Program. All applicable federal, provincial, state and local laws and regulations apply. Released Parties are not responsible for late, lost, incomplete, delayed, inaccurate, garbled, undelivered, misdirected sales, recruitments, Qualified Activities, award requests, award items or other errors or problems of any kind relating to or in connection with the Program, whether printing, typographical, technical, computer, network. human, mechanical, electronic or otherwise, including, without limitation, errors or problems which may occur in connection with the administration of the Program, the tabulating of Stars, the announcement of the award items, the redemption process, the tracking of sales or any Qualified Activity or in any Programrelated materials. Persons found tampering with or abusing any aspect of this Program, who are acting in a disruptive or unsportsmanlike manner or who are otherwise not in compliance with these terms as solely determined by Avon will be disqualified and all Stars/awards will be void. Released Parties are not responsible for injury or damage to participants' or to any other person's computer related to or resulting from participating in this Program or downloading materials from or use of the Program Portal. In the event that a Representative s account is removed and not reinstated, the Star balance on that account will be forfeited and is not transferrable to any other Avon Representative s account under any circumstances. If the same individual reappoints with Avon, the Star Program account begins anew with a balance of zero Stars. However, if a Representative s account is temporarily removed and then reinstated within the specified period of time as defined in Avon s Independent Sales Representative Policies, the Representative s Star balance will not be affected. Avon s Independent Sales Representative Policies, including the policies pertaining to account removal and reinstatement, may change at any time and without warning. Please review the most current Policies available on youravon.com for up to date information. Avon reserves the right at any time to modify, suspend or cancel Program at any time. Any changes Avon makes will be effective immediately on notice, which it may give either by posting the new terms on the Program Portal or via . Representative s participation in the Program after such notice will be deemed acceptance of such changes. Representative should review these Terms and Conditions periodically to ensure familiarity with the most current version. Representative will always be able to tell when the version was last updated by checking the "Last Revised" date at the top of these Terms and Conditions. All questions or disputes regarding the Program, including without limitation, those involving eligibility, participation, fraud and abuse will be resolved by Avon. Participation in the Program constitutes permission for Avon and its designees to use Representative s name, biographical information, image, likeness and/or statements about the Program for advertising, trade, promotional and other purposes in any and all media now or hereafter devised, worldwide, in perpetuity, without additional compensation, notification or permission, unless prohibited by law. Except where prohibited, all issues and questions concerning the construction, validity, interpretation and enforceability of these Terms and Conditions, or the rights and obligations of the participant and Avon in connection with the Program, shall be governed by, and construed in accordance with, the laws of the State of New York, without giving effect to any choice of law or 4

5 conflict of law rules (whether of the State of New York, or any other jurisdiction), which would cause the application of the laws of any jurisdiction other than the State of New York. PERSONAL INFORMATION: Personal information collected in connection with this Program will be used in accordance with Avon s Privacy Statement, available at QUESTIONS? Should you have any questions about the Program, please call (or the number printed on your invoice). The Program is offered by Avon Products, Inc. 5